Lopoz Fuentes - Lopoz & Associates

04/02/2026

AMDG and KUDOS to our litigators, Atty. JFL and Atty. JLA for back to back amazing verdicts in two crucial cases [RTC - Recovery of Ownership/Accion Reivindicatoria, and MTCC - Recovery of Possession/Accion Publiciana]!

In a nutshell, these two cases or civil actions are distinguished as follows:

1. Accion publiciana is a plenary action to recover the better right of possession (possession de jure) of real property filed after one year from dispossession.

2. Accion reivindicatoria is an action to recover both ownership and possession (jus possidendi).

3. Accion publiciana determines who has a better right to possess, whereas accion reivindicatoria definitively resolves ownership.

We are LFA Law. Law For All.

07/01/2026

So proud of another former Paralegal of LFA Law Offices...ATTY. TRESHA ANNE C. FORTO!

Welcome Companera Tresha to the Law Profession!

CONGRATULATIONS!

[So far, and all through the years, we have had a 100% passing rate for LFA Law Paralegals in the Bar Examinations.]

04/01/2026

We are LFA Law.

Law For All.

Lawyer Dexter Lopoz lauds his firm’s litigators for their holiday legal grind, preparing cases in Coron and Davao Oriental despite the festivities.

24/09/2025

Never gets easy.

Nullifying foreclosure and auction sale by a bank is always an uphill climb. [But thanks to latest Supreme Court decisions protecting the interests of borrowers, SMEs now have a recourse.]

AMDG!

22/09/2025

Monday winsome smiles!

LFA Law. Law For All.

06/01/2025

A recent referral for corporate litigation, picked anew my interest and wonder, as to how Corporation Law is being taught in law schools across the country.

Whilst I took Corporation Law over 26 or 27 years ago in law school, I still remember the focus on compliance requirements, especially as to the number or percentage of votes from the BOD or the stockholders themselves, when it comes to specific corporate acts.

I don't begrudge our Corporation Law professor/s on how they approached teaching the subject in law school. I'm pretty sure it was how the way it was taught during their time as law students, too. Memorize the requisites and the required percentage of votes for mergers and consolidation, increasing the capital stock, issuance of stock dividends, obtaining loans or issuing corporate bonds, and the like.

Memorizing the requirements for valid calls for stockholder meetings, call for elections, and the like.

Unfortunately, in actual practice, most if not all of the cases filed before the Special Corporate Courts [RTC] involve the FIDUCIARY DUTIES OF DIRECTORS AND CORPORATE OFFICERS.

Even if the cases in court involved the validity of a merger or consolidation, the increase in capital stock, the validity of stock dividends over cash dividends, even disputes on the remuneration of corporate officers or their side hustles that involve corporate assets, DOSRI accounts in banks, the validity of transfer of shares of stocks, board room takeovers, and election of directors - all such cases that we have handled involved the issue of the Violation by Directors and Corporate Officers of their Fiduciary Duties to the Corporation and the shareholders.

Sadly, PH jurisprudence has a dearth of cases dealing with this issue inasmuch as, I venture to opine, NOT MUCH had been taught about these concepts in law school.

We only have James Lent v. Tullet Prebon [GR No. 189158, 11 January 2017] that talks about the FIDUCIARY DUTIES of directors. In fact, the Supreme Court had to quote the commentary of Atty. Jose Campos on his Treatise on the Corporation Code. In turn, these concepts are lifted from American jurisprudence.

The old case of Gokongwei v. SEC [GR L-45911, 11 April 1979] also quoted American jurisprudence in upholding fiduciary standards that directors have vis-a-vis the corporation, its stockholders, and corporate creditors.

Whether a director or corporate officer acted in a manner as to favor his own interests over that of the corporation or its shareholders or creditors must be the focus of study and questions in law school.

Actual or hypothetical settings where a director or officer must make a choice on which action to take should be prioritized - if we are to enrich the field of Corporation Law.

Don't get me wrong - dealing on compliance requirements is ultra significant. But, lawyers can always revisit the legal provisions or hit the law books if we are to ensure complying with those requisites.

Yet, to actually ensure that directors and corporate officers are taken to task when it comes to their FIDUCIARY DUTIES - that is the one that requires legal acumen from corporate and litigation lawyers.

[But my view might just be a voice in the wilderness.]

21/06/2024

Attention Borrowers of Online Lending Companies:

ARE INTEREST RATES AT 10% PER MONTH OR 20% PER MONTH (OR EVEN HIGHER) IMPOSED BY ONLINE LENDING COMPANIES AND LOAN SHARKS, VALID AND LEGAL?

We received a lot of queries on what should be the allowable LEGAL INTEREST RATES FOR LOANS especially in light of Online Loans which impose unconscionable interest and penalty rates or charges.

Some online lending companies apparently charge as much as 10% per month or 120% per annum as interest rates. In fact, one client who sought our help in a Free Legal Aid Service Program, reported that she was charged as much as 20% per month or 240% per annum!

These are quite exorbitant interest rates on loans.

Let us then go back to what the Central Bank laid down and the Supreme Court ruled as allowable interest rates on loans or forbearance of money:

1. Applicable Rate of Interest if with WRITTEN STIPULATION OR CONTRACT ON PAYMENT OF INTEREST:

AGREED UPON INTEREST RATE. However, in the lead case of Manila Credit Corp. versus Viroomal, 11 January 2023, G.R. No. 258526), the Supreme Court ruled that the interest rate of 36% per annum is INVALID and UNCONSCIONABLE.

Also, in another lead case (Lara's Gifts versus Midtown Industrial, G.R. No. 225433, 28 August 2019), the Supreme Court upheld the interest rate of 24% per annum.

In these very same cases, the Supreme Court declared that the threshold of 36% per annum as already UNCONSCIONABLE and INVALID, applies also the EFFECTIVE INTEREST RATES (EIR) imposed by banks. EIR consists of the monthly interest rates plus the monthly penalty charges or even the daily penalty rates on unpaid installments.

2. If with an agreement as to payment of interest but with NO WRITTEN AGREEMENT AS TO THE RATE:

12% per annum.

So, what do these cases tell us?

Number one, if the interest rate imposed on your loans by the lending company is around 3% per month or 36% per annum, that interest rate is already UNCONSCIONABLE and INVALID.

Thus, the lending company cannot insist on collecting such interest rates from its borrowers. The Supreme Court says that in these cases, only the legal interest rate of 12% per annum or 1% per month may be validly collected by the lender.

Number two, an interest rate of 24% is valid. However, if the parties agree on a higher interest rate, it will prevail so long as it does NOT reach 36% per annum which will make it unconscionable and invalid.

Hence, be sure that the agreed upon interest rate is BELOW 36% per annum.

Number three, ALL of these interest rates imposed by online lending outfits at 10% per month or even 20% per month are INVALID.

Verily, if these online companies continue to harass you with threats of collecting their exorbitant interest rates by hook or by crook, you may now, as borrowers, INVOKE the rulings of the Supreme Court to resist paying those practically USURIOUS LOANS.

(But the first thing borrowers should do when facing usurious loan sharks - is to see a lawyer.)

As always, until next time. [ADL]

LFA Law is a boutique law firm handling civil/property, family, corporate & criminal law litigation.

05/05/2024

We are honored to welcome our newest Associate Attorney of the law firm...ATTY. MARTI ELAINE O. CLARABAL!

She will help us in Civil and Corporate Litigation, Criminal Defense and Prosecution and in servicing our retainer clients. Incidentally, Atty. Marti will also join us in UPLM (Union of People's Lawyers in Mindanao) as we continue to take pride in being the only ALL-UPLM law firm in town.

Atty. Arvin Dexter M. Lopoz (Managing Partner), Atty. Marie Jude M. Fuentes-Lopoz (Supervising Partner), Atty. Danilo A. Balucos (Special Counsel), and Atty. Jilianne Paula L. Ampog (Associate) are proud to welcome you on board, Atty. Marti!

We are LFA Law.

27/03/2024

BP 22 or Bouncing Checks Case VALID DEFENSES.

A week ago, while waiting for the civil case of my client to be called, I happened to observe a BP 22 case (Bouncing Checks) for Preliminary Conference.

The Judge encouraged the parties to settle the case. I wasn't in Marites mode but the Judge's voice was loud enough for the lawyers to hear. Apparently, the face of the check was P500k. But the complainant still demands for another P300k representing interests.

The accused countered that she already paid the principal of P300k and the interest of P200k - which amounts pertain to the P500k face value of the check.

The Judge asked the complainant why she still filed the case. He answered: Because she still has to pay the remaining interest at 8% per month!

(That's quite unconscionable. But such isn't the topic of this post. We will have to discuss that some other time.)

Yet, the question still needs to be asked - do you have valid defenses in a criminal prosecution for Violation of BP 22 or the Anti-Bouncing Checks Law?

Short answer: YES.

1. The first usual successful defense to a BP 22 case is the FAILURE OF THE COMPLAINANT TO PERSONALLY NOTIFY THE ACCUSED WITH A NOTICE OF DISHONOR AND/OR DEMAND LETTER.

In Dela Cruz v. People of the Philippines, G.R. No. 163494, 03 August 2016, the Supreme Court ruled that: "The presumption that the issuer has knowledge of the insufficiency of funds is brought into existence ONLY AFTER IT IS PROVED THAT THE ISSUER HAD RECEIVED A NOTICE OF DISHONOR AND THAT WITHIN FIVE DAYS FROM RECEIPT THEREOF, he failed to pay the amount of the check or to make arrangement for its payment."

Thus, even in cases where the issuer of the check REFUSED TO RECEIVE the demand letter or notice of dishonor, the Courts have still ACQUITTED those charged with BP 22.

2. PAYMENT OF THE FACE VALUE OF THE CHECKS. This is a crucial defense in BP 22 cases which is not usually resorted to by many party litigants and their counsels.

However, take note that PAYMENT, at least covering the face value of the check or checks involved, has been declared by the Supreme Court as a valid defense in BP 22 cases.

In the lead case of Griffith v. Court of Appeals, 428 Phil. 878 [2002], the Supreme Court ruled:

"While we agree with the private respondent that the gravamen of violation of BP 22 is the issuance of worthless checks that are dishonored upon their presentment for payment, WE SHOULD NOT APPLY PENAL LAWS MECHANICALLY. We must find if the application of the law is consistent with the purpose and reason for the law. ### ### ### The creditor having collected already more than a sufficient amount to cover the value of the checks for payment of rentals, via auction sale, we find that holding [the issuer] to answer for a criminal offense under BP 22 ### is no longer tenable nor justified by law or equitable considerations.

In sum, considering that the MONEY VALUE OF THE TWO CHECKS ISSUED BY PETITIONER HAS ALREADY BEEN EFFECTIVELY PAID two years before the informations against him were filed, ### ###, we hold that petitioner COULD NOT BE VALIDLY AND JUSTLY CONVICTED OR SENTENCED FOR VIOLATION OF BP 22."

In so many words, PAYMENT OF THE FACE VALUE OR MONEY VALUE OF THE CHECK/S should lead to the ACQUITTAL of the accused.

So, if you have receipts or proof of payments made equal to or even more than the face value of the checks issued, you can VALIDLY INTERPOSE THE DEFENSE OF PAYMENT.

3. PRESCRIPTION or the LAPSE OF THE RIGHT TO FILE BP 22 CASES.

I will not go to the technical details of the defense of prescription. However, you should be aware that according to the Supreme Court, BP 22 cases prescribe or lapse within a period of FOUR [4] YEARS.

In People v. Pangilinan, G.R. No. 152662, 13 June 2012, the Supreme Court reiterated the rule: "The prescriptive period for filing a complaint for Violation of BP 22 is FOUR (4) YEARS - from the day of the commission of the violation of the law, or if not known at the time, from the discovery thereof."

Things to ponder on this Holy Week. Especially if you're facing BP 22 cases.

Per usual, until next time.
-Atty. A. Dexter M. Lopoz

22/03/2024

"Allegations are NOT proof."

All too often, would-be litigants believe mere allegations would satisfy the Courts or that the judge would rely on their witnesses's reputation in the community for telling the truth - despite the fact that their statements are hearsay or based on second-hand information.

The Courts cannot be left alone to wonder and speculate what a party wants to prove with their allegations if those allegations aren't backstopped by evidence.

Thus, mere allegations, even coming from a credible witness, have NO probative value before our Courts of Law.

Especially when it comes to allegations of FRAUD. This is because fraud is NEVER presumed. What is presumed under the law is GOOD FAITH. And that official duty has been regularly performed. Allegations of FRAUD, in fact, must be proven by CLEAR AND CONVINCING EVIDENCE and not by mere preponderance of evidence. [See Tan Keh v. DBP, G.R. No. 171428, 11 November 2013]

As the Supreme Court succinctly declared: "The basic rule is that mere allegation is not evidence and is not equivalent to proof. Charges based on mere suspicion and speculation likewise cannot be given credence." [A.C. No. 12876, Dillon v. Quiroz, 12 January 2021]

So, next time someone alleges FRAUD - tell them to be ready to show proof - by Clear and Convincing Evidence.

Because allegations are neither evidence nor proof.

Per usual, until next time.
-Atty. A. Dexter M. Lopoz